RAG-Stiftung: Placement of shares of Evonik Industries AG (13 January 2020 | 17:40 CET)

RAG-Stiftung: Placement of shares of Evonik Industries AG

13 January 2020 | 17:40 CET

Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014

The issuer is solely responsible for the content of this announcement.

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY JURISDICTION IN WHICH SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE PROHIBITED BY APPLICABLE LAW

Proposed sale of approx. 24 million Evonik shares representing c.5.2% of Evonik Industries AG’s share capital

Essen, 13 January 2020. Today, the management board of RAG-Stiftung resolved to sell approx. 24 million no par value registered shares (ISIN: DE000EVNK013) in Evonik Industries AG (Evonik), corresponding to c.5.2% of Evonik’s share capital via a private placement in an accelerated bookbuild offering (the Placement or the Sale) to institutional investors.

Following this transaction, it is expected that RAG-Stiftung will retain a stake of approx. 59.1% in Evonik’s share capital. In addition, RAG-Stiftung has three outstanding bonds which are exchangeable into shares of Evonik. The definitive terms of the Sale will be determined following the completion of the bookbuilding process. Settlement and delivery of the shares is expected to take place on 16 January 2020.

The Placement could have an impact on the market price of Evonik-shares and the bonds with exchange right into shares of Evonik issued by RAG-Stiftung (ISIN: DE000A14J3R2, DE000A2BPE24, DE000A2LQRA1).

Contact/notifying person:
Dr Hans-Georg Heesen
Legal Adviser
RAG-Stiftung
Im Welterbe 10
45141 Essen
Fon +49 (0) 201 378 3350
Fax +49 (0) 201 378 3400
Email hans-georg.heesen@rag-stiftung.de

Disclaimer:

The contents of this announcement have been prepared by and are the sole responsibility of RAG-Stiftung.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. No prospectus will be prepared in connection with the offering of the securities referred to herein. The securities referred to herein may not be offered to the public in any jurisdiction in circumstances which would require the preparation or registration of any prospectus or offering document relating to the securities referred to herein in such jurisdiction.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, South Africa or Japan or any jurisdiction in which such publication or distribution would be prohibited by applicable law. The distribution of this announcement and the offer and sale of the securities referred to herein may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not contain or constitute or form part of, and should not be construed as, an offer or invitation to sell, or the solicitation of an offer to buy or subscribe for, any securities to any person in the United States, Australia, Canada, South Africa or Japan or in any jurisdiction in which such offer or solicitation is unlawful.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended or the laws of any state within the United States or under the applicable securities laws of Australia, Canada, South Africa or Japan, and may not be offered or sold in the United States, unless registered under the Securities Act or offered and sold in a transaction exempt from, or not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada, South Africa or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, South Africa or Japan. There will be no public offer of the securities referred to herein in the United States, Australia, Canada, South Africa or Japan.

The offer referred to herein is only addressed to and directed at persons in member states of the European Economic Area ("EEA") who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129) ("Qualified Investors"). In the United Kingdom, this announcement is directed only at, Qualified Investors (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) who fall within Article 49(2)(a) to (d) of the Order, and (iii) to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the European Economic Area other than the United Kingdom, by persons who are not Qualified Investors.

This announcement may include statements that are, or may be deemed to be, "forward‐looking statements". These forward‐looking statements may be identified by the use of forward‐looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward‐looking statements may and often do differ materially from actual results. Any forward‐looking statements reflect RAG‐Stiftung's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to its business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward‐looking statements speak only as of the date they are made.

RAG‐Stiftung and its affiliates expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.